Common Contracts

45 similar null contracts by Build Acquisition Corp., Capitol Investment Corp. VI, Capitol Investment Corp. VII, others

KNIGHTSWAN ACQUISITION CORPORATION Bradenton, Florida 34210
KnightSwan Acquisition Corp • January 14th, 2022 • Blank checks • New York

We are pleased to accept the offer KnightSwan Sponsor LLC (the “Subscriber” or “you”) has made to purchase 5,750,000 shares of Class B common stock (the “Shares”), $0.0001 par value per share (the “Class B Common Stock” and, together with all other classes of common stock of the Company (as defined below), the “Common Stock”), up to 750,000 Shares of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of KnightSwan Acquisition Corporation, a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-Allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company’s and the Subscriber’s agreements regarding the Shares, are as follows:

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KNIGHTSWAN ACQUISITION CORPORATION Bradenton, Florida 34210
KnightSwan Acquisiton Corp • December 22nd, 2021 • Blank checks • New York

We are pleased to accept the offer KnightSwan Sponsor LLC (the “Subscriber” or “you”) has made to purchase 7,187,500 shares of Class B common stock (the “Shares”), $0.0001 par value per share (the “Class B Common Stock” and, together with all other classes of common stock of the Company (as defined below), the “Common Stock”), up to 937,500 Shares of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of KnightSwan Acquisition Corporation, a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-Allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company’s and the Subscriber’s agreements regarding the Shares, are as follows:

Gores Holdings X, LLC Boulder CO 80301
Gores Holdings X, Inc. • December 20th, 2021 • New York

Gores Holdings X, Inc., a Delaware corporation (the “Company”), is pleased to accept the offer Gores Sponsor X LLC, a Delaware limited liability company (the “Subscriber” or “you”), has made to purchase 20,843,750 shares of the Company’s Class F common stock (the “Shares”), $0.0001 par value per share (the “Class F Common Stock”), up to 2,718,750 of which are subject to complete or partial forfeiture by you if the underwriters of the Company’s initial public offering (“IPO”) do not fully exercise their over-allotment option (the “Over-allotment Option”). For the purposes of this Agreement, references to “Common Stock” are to, collectively, the Class F Common Stock and the Company’s Class A common stock, $0.0001 par value per share (the “Class A Common Stock”). Pursuant to the Company’s certificate of incorporation, as amended to the date hereof (the “Charter”), shares of Class F Common Stock will convert into shares of Class A Common Stock on a one-for-one basis, subject to adjustment,

C5 ACQUISITION CORPORATION Washington, D.C. 20006
C5 Acquisition Corp • November 19th, 2021 • Blank checks • New York

We are pleased to accept the offer C5 Sponsor LLC (the “Subscriber” or “you”) has made to purchase 7,187,500 shares of Class B common stock (the “Shares”), $0.0001 par value per share (the “Class B Common Stock” and, together with all other classes of common stock of the Company (as defined below), the “Common Stock”), up to 937,500 Shares of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of C5 Acquisition Corporation, a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-Allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company’s and the Subscriber’s agreements regarding the Shares, are as follows:

EXCELFIN ACQUISITION CORP. San Francisco, CA 94111
ExcelFin Acquisition Corp. • October 5th, 2021 • Blank checks • New York

ExcelFin Acquisition Corp., a Delaware corporation (the “Company”), is pleased to accept the offer ExcelFin SPAC LLC, a Delaware limited liability company (the “Subscriber” or “you”), has made to subscribe for 5,750,000 of the Company’s Class B common stock (the “Shares”), $0.0001 par value per share (the “Class B Shares”), up to 750,000 of which are subject to forfeiture by you if the underwriters of the Company’s initial public offering of its securities (“IPO”), if any, do not fully exercise their over-allotment option (the “Over-allotment Option”). For the purposes of this agreement (this “Agreement”), references to “Common Stock” are to, collectively, the Class B Shares and the Company’s shares of Class A common stock, $0.0001 par value per share (the “Class A Shares”). Upon certain terms and conditions, the Class B Shares will automatically convert into Class A Shares on a one-for-one basis, subject to adjustment. Unless the context otherwise requires, as used herein “Shares” sha

Rose Hill Acquisition Corporation Atlanta, Georgia 30327
Rose Hill Acquisition Corp • September 21st, 2021 • Blank checks • New York

This amended and restated securities subscription agreement (this “Agreement”) is entered into on August 25, 2021 by and between the Subscriber and the Company. Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase the Shares, up to 656,250 of which are subject to surrender and cancellation by you if the underwriters of the initial public offering (“IPO”) of units (“Units”) of the Company do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company and the Subscriber’s agreements regarding such Shares are as follows:

STELLARIS GROWTH ACQUISITION CORP.
Stellaris Growth Acquisition Corp. • June 7th, 2021 • Blank checks • New York

This agreement (the “Agreement”) is entered into on February 25, 2021 by and between Stellaris Growth, LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Stellaris Growth Acquisition Corp., a Delaware corporation (the “Company,” “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 3,680,000 shares of Class B common stock, $0.0001 par value per share (the “Shares”), up to 480,000 of which are subject to forfeiture by you if the underwriters of the initial public offering (“IPO”) of units (“Units”) of the Company, do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company and the Subscriber’s agreements regarding such Shares are as follows:

Integrated Rail and Resources Acquisition Corp. Fort Worth, TX 76109
Integrated Rail & Resources Acquisition Corp • May 21st, 2021 • Blank checks • New York

This agreement (the “Agreement”) is entered into on March 12, 2021 by and between DHIP Natural Resources Investments, LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Integrated Rail and Resources Acquisition Corp., a Delaware corporation (the “Company”, “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 7,906,250 shares (the “Shares”) of Class B common stock, $0.0001 par value per share (the “Class B Common Stock”) up to 1,031,250 of which are subject to forfeiture by you if the underwriters of the initial public offering (“IPO”) of units of the Company (the “Units”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company and the Subscriber’s agreements regarding such Shares are as follows:

COLOMBIER ACQUISITION CORP. New York, New York 10002 Telephone: (212) 632-3559
Colombier Acquisition Corp. • May 7th, 2021 • Blank checks • Delaware

We are pleased to accept the offer Colombier Sponsor LLC (the “Subscriber” or “you”) has made to purchase [4,312,500] shares of Class B common stock (the “Shares”), $0.0001 par value per share (the “Class B Common Stock” together with all other classes of Company (as defined below) common stock, the “Common Stock”), up to [562,500] Shares of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of Colombier Acquisition Corp., a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:

EG Acquisition Corp. New York, NY 10152
EG Acquisition Corp. • April 5th, 2021 • Blank checks • Delaware

We are pleased to accept the offer EG Sponsor LLC, a Delaware limited liability company (the “Subscriber” or “you”), has made to subscribe for and purchase 5,750,000 shares of Class B common stock, $0.0001 par value per share (the “Shares”), up to 750,000 Shares of which are subject to surrender and cancellation by you if the underwriters of the initial public offering (“IPO”) of units of EG Acquisition Corp., a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:

Zimmer Energy Transition Acquisition Corp.
Zimmer Energy Transition Acquisition Corp. • April 1st, 2021 • New York

Zimmer Energy Transition Acquisition Corp., a Delaware corporation (the “Company”), is pleased to accept the offer ZETA Sponsor LLC (the “Subscriber” or “you”) has made to purchase 10,062,500 shares of Class B common stock (the “Shares”), $0.0001 par value per share (the “Class B Common Stock” and, together with all other classes of Company common stock, the “Common Stock”), up to 1,312,500 Shares of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering of the Company (“IPO”) do not fully exercise their over- allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:

Avalon Acquisition Inc.
Avalon Acquisition Inc. • March 5th, 2021 • Blank checks • Delaware

This agreement (this “Agreement”) is entered into on October 21, 2020 by and among, Avalon Acquisition Holdings LLC, a Delaware limited liability company the “Subscriber”), and Avalon Acquisition Inc., a Delaware corporation (the “Company”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to subscribe for and purchase 5,750,000 shares of Class B common stock, $0.0001 par value per share, of the Company (the “Shares”), up to 750,000 of which are subject to complete or partial forfeiture by Subscriber if the underwriters of the initial public offering (“IPO”) of units (“Units”) of the Company do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:

BRIGHTSPARK CAPITOL CORP. 1300 17th Street North, Suite 820 Arlington, Virginia 22209
BrightSpark Capitol Corp. • March 1st, 2021 • New York

This agreement (this “Agreement”) is entered into on February 17, 2021 by and between BrightSpark Capitol Sponsor LLC, a Delaware limited liability company (the “Subscriber” or “you”), and BrightSpark Capitol Corp., a Delaware corporation (the “Company,” “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 5,750,000 shares (the “Shares”) of the Company’s Class B common stock, $0.0001 par value per share (the “Class B Common Stock”), up to 750,000 of which are subject to forfeiture by you if the underwriters of the initial public offering (the “IPO”) of units (the “Units”) of the Company, do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company’s and the Subscriber’s agreements regarding such Shares are as follows:

BUILD ACQUISITION CORP. Austin, Texas 78731
Build Acquisition Corp. • February 26th, 2021 • Blank checks • New York

Build Acquisition Corp., a Delaware corporation (the “Company”), is pleased to accept the offer Build Acquisition Sponsor LLC, a Delaware limited liability company (the “Subscriber” or “you”), has made to subscribe for 5,750,000 of the Company’s Class B common stock (the “Shares”), $0.0001 par value per share (the “Class B Shares”), up to 750,000 of which are subject to forfeiture by you if the underwriters of the Company’s initial public offering of its securities (“IPO”), if any, do not fully exercise their over-allotment option (the “Over-allotment Option”). For the purposes of this agreement (this “Agreement”), references to “Common Stock” are to, collectively, the Class B Shares and the Company’s shares of Class A common stock, $0.0001 par value per share (the “Class A Shares”). Upon certain terms and conditions, the Class B Shares will automatically convert into Class A Shares on a one-for-one basis, subject to adjustment. Unless the context otherwise requires, as used herein “Sh

TRAJECTORY ALPHA ACQUISITION CORP. New York, New York 10011
Trajectory Alpha Acquisition Corp. • February 26th, 2021 • Blank checks • New York

We are pleased to accept the offer Trajectory Alpha Sponsor LLC (the “Subscriber” or “you”) has made to purchase 4,312,500 shares of Class B common stock (the “Shares”), $0.0001 par value per share (the “Class B Common Stock” and, together with all other classes of common stock of the Company (as defined below), the “Common Stock”), up to 562,500 Shares of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of Trajectory Alpha Acquisition Corp., a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-Allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company’s and the Subscriber’s agreements regarding the Shares, are as follows:

M3 Acquisition II Corp. 19th Floor New York, NY 10019
M3-Brigade Acquisition II Corp. • February 25th, 2021 • Blank checks • Delaware

We are pleased to accept the offer M3 Sponsor II LP, a Delaware limited partnership (the “Subscriber” or “you”) has made to purchase 7,187,500 shares of Class B common stock (the “Shares”), $.0001 par value per share (the “Class B Common Stock” together with all other classes of Company (as defined below) common stock, the “Common Stock”), up to 937,500 Shares of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of M3 Acquisition II Corp., a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:

PWP FORWARD ACQUISITION CORP. I New York, NY 10153
PWP Forward Acquisition Corp. I • February 22nd, 2021 • Blank checks • New York

PWP Forward Acquisition Corp. I, a Delaware corporation (the “Company”), is pleased to accept the offer PWP Forward Sponsor I LLC, a Delaware limited liability company (the “Subscriber” or “you”), has made to subscribe for 5,750,000 shares of Class B common stock (the “Shares”), $0.0001 par value per share, of the Company (the “Class B Shares”), up to 750,000 of which are subject to forfeiture by you if the underwriters of the Company’s initial public offering of its securities (“IPO”), if any, do not fully exercise their over-allotment option (the “Over-allotment Option”). For the purposes of this agreement (this “Agreement”), references to “Common Stock” are to, collectively, the Class B Shares and the Company’s shares of Class A common stock, $0.0001 par value per share (the “Class A Shares”). Upon certain terms and conditions, the Class B Shares will automatically convert into Class A Shares on a one-for-one basis, subject to adjustment. Unless the context otherwise requires, as us

TWIST INVESTMENT CORPORATION Beverly Hills, CA 90210
Twist Investment Corp • February 18th, 2021 • New York

This agreement (the “Agreement”) is entered into on February 4, 2021 by and between Twist Capital Investment Sponsor LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Twist Investment Corporation, a Delaware corporation (the “Company”, “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 5,031,250 shares (the “Shares”) of Class B common stock, $0.0001 par value per share (the “Class B Common Stock”) up to 656,250 of which are subject to forfeiture by you if the underwriters of the initial public offering (“IPO”) of units of the Company (the “Units”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company and the Subscriber’s agreements regarding such Shares are as follows:

EXCOLERE ACQUISITION CORP. Los Angeles, CA 90067
Excolere Acquisition Corp. • February 10th, 2021 • Delaware

We are pleased to accept the offer Excolere Acquisition Sponsor LLC (the “Subscriber” or “you”) has made to purchase 5,750,000 shares of Class B common stock (the “Shares”), $0.0001 par value per share (the “Class B Common Stock” together with all other classes of Company (as defined below) common stock, the “Common Stock”), up to 750,000 Shares of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of Excolere Acquisition Corp., a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:

CAPITOL INVESTMENT CORP. VII 1300 17th Street North, Suite 820 Arlington, Virginia 22209
Capitol Investment Corp. VII • February 8th, 2021 • New York

This agreement (this “Agreement”) is entered into on January 22, 2021 by and between Capitol Acquisition Founder VII LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Capitol Investment Corp. VII, a Delaware corporation (the “Company”, “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 4,215,900 shares (the “Shares”) of the Company’s Class B common stock, $0.0001 par value per share (the “Class B Common Stock”), up to 549,900 of which are subject to forfeiture by you if the underwriters of the initial public offering (the “IPO”) of units (the “Units”) of the Company, do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company’s and the Subscriber’s agreements regarding such Shares are as follows:

CAPITOL INVESTMENT CORP. VII 1300 17th Street North, Suite 820 Arlington, Virginia 22209
Capitol Investment Corp. VII • February 8th, 2021 • New York

This agreement (this “Agreement”) is entered into on January 22, 2021 by and between Capitol Acquisition Management VII LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Capitol Investment Corp. VII, a Delaware corporation (the “Company”, “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 7,284,100 shares (the “Shares”) of the Company’s Class B common stock, $0.0001 par value per share (the “Class B Common Stock”), up to 950,100 of which are subject to forfeiture by you if the underwriters of the initial public offering (the “IPO”) of units (the “Units”) of the Company, do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company’s and the Subscriber’s agreements regarding such Shares are as follows:

CAPITOL INVESTMENT CORP. VI 1300 17th Street North, Suite 820 Arlington, Virginia 22209
Capitol Investment Corp. VI • February 8th, 2021 • New York

This agreement (this “Agreement”) is entered into on January 22, 2021 by and between Capitol Acquisition Management VI LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Capitol Investment Corp. VI, a Delaware corporation (the “Company”, “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 3,642,050 shares (the “Shares”) of the Company’s Class B common stock, $0.0001 par value per share (the “Class B Common Stock”), up to 475,050 of which are subject to forfeiture by you if the underwriters of the initial public offering (the “IPO”) of units (the “Units”) of the Company, do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company’s and the Subscriber’s agreements regarding such Shares are as follows:

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CAPITOL INVESTMENT CORP. VI 1300 17th Street North, Suite 820 Arlington, Virginia 22209
Capitol Investment Corp. VI • February 8th, 2021 • New York

This agreement (this “Agreement”) is entered into on January 22, 2021 by and between Capitol Acquisition Founder VI LLC, a Delaware limited liability company (the “Subscriber” or “you”), and Capitol Investment Corp. VI, a Delaware corporation (the “Company”, “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 2,107,950 shares (the “Shares”) of the Company’s Class B common stock, $0.0001 par value per share (the “Class B Common Stock”), up to 274,950 of which are subject to forfeiture by you if the underwriters of the initial public offering (the “IPO”) of units (the “Units”) of the Company, do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company’s and the Subscriber’s agreements regarding such Shares are as follows:

Gores Technology Partners, Inc. Boulder, CO 80301
Gores Technology Partners, Inc. • February 2nd, 2021 • New York

Gores Technology Partners, Inc., a Delaware corporation (the “Company”), is pleased to accept the offer Gores Technology Partners Sponsor LLC, a Delaware limited liability company (the “Subscriber” or “you”), has made to purchase 6,900,000 shares of the Company’s Class F common stock (the “Shares”), $0.0001 par value per share (the “Class F Common Stock”), up to 900,000 of which are subject to complete or partial forfeiture by you if the underwriters of the Company’s initial public offering (“IPO”) do not fully exercise their over-allotment option (the “Over-allotment Option”). For the purposes of this Agreement, references to “Common Stock” are to, collectively, the Class F Common Stock and the Company’s Class A common stock, $0.0001 par value per share (the “Class A Common Stock”). Pursuant to the Company’s certificate of incorporation, as amended to the date hereof (the “Charter”), shares of Class F Common Stock will convert into shares of Class A Common Stock on a one-for-one basis

MCAP Acquisition Corporation Chicago, Illinois 60606
McAp Acquisition Corp • February 1st, 2021 • Blank checks • Illinois

We are pleased to accept the offer MCAP Acquisition, LLC (the “Subscriber” or “you”) has made to purchase 7,187,500 shares of Class B common stock (the “Shares”), $0.0001 par value per share (the “Class B Common Stock” together with all other classes of Company (as defined below) common stock, the “Common Stock”), up to 937,500 Shares of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of MCAP Acquisition Corporation, a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:

Gores Holdings VIII, Inc. Boulder, CO 80301
Gores Holdings VIII Inc. • January 27th, 2021 • New York

Gores Holdings VIII, Inc., a Delaware corporation (the “Company”), is pleased to accept the offer Gores Sponsor VIII LLC, a Delaware limited liability company (the “Subscriber” or “you”), has made to purchase 8,625,000 shares of the Company’s Class F common stock (the “Shares”), $0.0001 par value per share (the “Class F Common Stock”), up to 1,125,000 of which are subject to complete or partial forfeiture by you if the underwriter of the Company’s initial public offering (“IPO”) does not fully exercise its over-allotment option (the “Over-allotment Option”). For the purposes of this Agreement, references to “Common Stock” are to, collectively, the Class F Common Stock and the Company’s Class A common stock, $0.0001 par value per share (the “Class A Common Stock”). Pursuant to the Company’s certificate of incorporation, as amended to the date hereof (the “Charter”), shares of Class F Common Stock will convert into shares of Class A Common Stock on a one-for-one basis, subject to adjustm

BUILD ACQUISITION CORP. Austin, Texas 78731
Build Acquisition Corp. • January 22nd, 2021 • Blank checks • New York

Build Acquisition Corp., a Delaware corporation (the “Company”), is pleased to accept the offer Build Acquisition Sponsor LLC, a Delaware limited liability company (the “Subscriber” or “you”), has made to subscribe for 5,750,000 of the Company’s Class B common stock (the “Shares”), $0.0001 par value per share (the “Class B Shares”), up to 750,000 of which are subject to forfeiture by you if the underwriters of the Company’s initial public offering of its securities (“IPO”), if any, do not fully exercise their over-allotment option (the “Over-allotment Option”). For the purposes of this agreement (this “Agreement”), references to “Common Stock” are to, collectively, the Class B Shares and the Company’s shares of Class A common stock, $0.0001 par value per share (the “Class A Shares”). Upon certain terms and conditions, the Class B Shares will automatically convert into Class A Shares on a one-for-one basis, subject to adjustment. Unless the context otherwise requires, as used herein “Sh

Gores Holdings VII, Inc. Boulder, CO 80301
Gores Holdings VII Inc. • January 20th, 2021 • New York

Gores Holdings VII, Inc., a Delaware corporation (the “Company”), is pleased to accept the offer Gores Sponsor VII LLC, a Delaware limited liability company (the “Subscriber” or “you”), has made to purchase 11,500,000 shares of the Company’s Class F common stock (the “Shares”), $0.0001 par value per share (the “Class F Common Stock”), up to 1,500,000 of which are subject to complete or partial forfeiture by you if the underwriters of the Company’s initial public offering (“IPO”) do not fully exercise their over-allotment option (the “Over-allotment Option”). For the purposes of this Agreement, references to “Common Stock” are to, collectively, the Class F Common Stock and the Company’s Class A common stock, $0.0001 par value per share (the “Class A Common Stock”). Pursuant to the Company’s certificate of incorporation, as amended to the date hereof (the “Charter”), shares of Class F Common Stock will convert into shares of Class A Common Stock on a one-for-one basis, subject to adjustm

ECP Environmental Growth Opportunities Corp. 40 Beechwood Road Summit, NJ 07901
ECP Environmental Growth Opportunities Corp. • January 15th, 2021 • Blank checks • New York

This agreement (the “Agreement”) is entered into on November 30, 2020 by and between ENNV Holdings, LLC, a Delaware limited liability company (the “Subscriber” or “you”), and ECP Environmental Growth Opportunities Corp., a Delaware corporation (the “Company”, “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 8,625,000 shares (the “Shares”) of Class B common stock, $0.0001 par value per share (the “Class B Common Stock”), up to 1,125,000 of which are subject to forfeiture by you in the event of an initial public offering (“IPO”) of units of the Company if the underwriters of such an IPO, do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company’s and the Subscriber’s agreements regarding such Shares are as follows:

Mason Industrial Technology, Inc. New York, NY 10022
Mason Industrial Technology, Inc. • January 12th, 2021 • Blank checks • New York

We are pleased to accept the offer Mason Industrial Sponsor, LLC (the “Subscriber” or “you”) has made to purchase 11,500,000 shares of Class B common stock (the “Shares”), $.0001 par value per share (the “Class B Common Stock” together with all other classes of Company (as defined below) common stock, the “Common Stock”), up to 1,500,000 Shares of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of Mason Industrial Technology, Inc., a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:

Churchill Capital Corp VII New York, NY 10019
Churchill Capital Corp VII • January 11th, 2021 • New York

We are pleased to accept the offer Churchill Sponsor VII LLC (the “Subscriber” or “you”) has made to purchase 8,625,000 shares of Class B common stock (the “Shares”), $.0001 par value per share (the “Class B Common Stock” together with all other classes of Company (as defined below) common stock, the “Common Stock”), up to 1,125,000 Shares of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of Churchill Capital Corp VII, a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:

EMPOWERMENT & INCLUSION CAPITAL I CORP.
Empowerment & Inclusion Capital I Corp. • January 4th, 2021 • Blank checks • New York

This agreement (the “Agreement”) is entered into on September 17, 2020 by and between PNC Investment Capital Corp., a Delaware corporation (the “Subscriber” or “you”), and Empowerment & Inclusion Capital I Corp., a Delaware corporation (the “Company”, “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 4,600,000 shares of Class B common stock, $0.0001 par value per share (the “Shares”), of the Company. The Company and the Subscriber’s agreements regarding such Shares are as follows:

ECP Environmental Growth Opportunities Corp. 40 Beechwood Road Summit, NJ 07901
ECP Environmental Growth Opportunities Corp. • December 23rd, 2020 • Blank checks • New York

This agreement (the “Agreement”) is entered into on November 30, 2020 by and between ENNV Holdings, LLC, a Delaware limited liability company (the “Subscriber” or “you”), and ECP Environmental Growth Opportunities Corp., a Delaware corporation (the “Company”, “we” or “us”). Pursuant to the terms hereof, the Company hereby accepts the offer the Subscriber has made to purchase 8,625,000 shares (the “Shares”) of Class B common stock, $0.0001 par value per share (the “Class B Common Stock”), up to 1,125,000 of which are subject to forfeiture by you in the event of an initial public offering (“IPO”) of units of the Company if the underwriters of such an IPO, do not fully exercise their over-allotment option (the “Over-allotment Option”). The Company’s and the Subscriber’s agreements regarding such Shares are as follows:

Hamilton Lane Alliance Holdings I, Inc.
Hamilton Lane Alliance Holdings I, Inc. • December 17th, 2020 • Blank checks • New York

We are pleased to accept the offer HL Alliance Holdings Sponsor LLC (the “Subscriber” or “you”) has made to purchase 14,375,000 shares of Class B common stock (the “Shares”), $0.0001 par value per share (the “Class B Common Stock” and together with all other classes of common stock of the Company (as defined below), the “Common Stock”), up to 1,875,000 Shares of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of Hamilton Lane Alliance Holdings I, Inc., a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such Shares, are as follows:

Periphas Capital Partnering Corporation New York, NY 10065
Periphas Capital Partnering Corp • October 29th, 2020 • Blank checks • Delaware

We are pleased to accept the offer PCPC Holdings, LLC (the “Subscriber” or “you”) has made to purchase 120,000 shares of Class B common stock (the “Class B Shares”), $0.0001 par value per share (the “Class B Common Stock”), and 690,000 shares of Class F common stock (the “Class F Shares” and together with the Class B Shares, the “Shares”), $0.0001 par value per share (the “Class F Common Stock” together with the Class B Common Stock and all other classes of Company (as defined below) common stock, the “Common Stock”), up to 90,000 Class F Shares of which are subject to complete or partial forfeiture by you if the underwriters of the initial public offering (“IPO”) of Periphas Capital Partnering Corporation, a Delaware corporation (the “Company”), do not fully exercise their over-allotment option (the “Over-allotment Option”). The terms (this “Agreement”) on which the Company is willing to sell the Shares to the Subscriber, and the Company and the Subscriber’s agreements regarding such

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